Wolfspeed Secures CFIUS Clearance and Completes Equity Issuance to Renesas Under Court-Approved Restructuring
CFIUS Clearance and Equity Issuance Completion
Wolfspeed, Inc., a global leader in silicon carbide technology and production, announced that the Committee on Foreign Investment in the United States has formally cleared the Company’s issuance of equity to Renesas Electronics America Inc., completing a key component of Wolfspeed’s previously disclosed court-approved restructuring agreement with its lender group in support of its Chapter 11 process.
Completion of Prepackaged Restructuring Milestone
Chief Executive Officer Robert Feurle stated that the receipt Wolfspeed of CFIUS clearance marks the final milestone in the execution of Wolfspeed’s prepackaged restructuring, allowing the Company to move forward with a clear focus on expanding and diversifying its customer base, strengthening leadership in silicon carbide power devices, and scaling operations with disciplined capital deployment across its global manufacturing footprint.
Renesas Role in the Restructuring Transaction
Renesas Electronics America Inc., a Tokyo-based global leader in advanced semiconductor solutions and a pre-petition creditor of Wolfspeed, agreed under the court-approved restructuring plan to convert its outstanding unsecured loan into a combination of equity and secured convertible debt, reinforcing its long-term strategic relationship with Wolfspeed.
Board Representation and Executive Appointment
Following CFIUS clearance, Renesas will receive a seat on Wolfspeed’s Board of Directors and has appointed Aris Bolisay, Renesas’s Vice President of Finance, to serve as its designated board representative.
Regulatory Review and Share Release
Because the transaction involved Renesas acquiring a significant equity stake in a U.S. semiconductor manufacturer along with board appointment rights, the equity issuance required review and approval by CFIUS, and with regulatory authorization now secured, the shares previously held in escrow are cleared for release to Renesas.
Final Distribution to Legacy Shareholders
In connection with the completion of the Renesas equity issuance, Wolfspeed will also release the remaining 2% allocation of common stock to its legacy pre-petition equity holders, representing the final portion of the 5% equity recovery approved under the restructuring plan.
Completion of Equity Recovery Program
The initial 3% equity recovery was distributed to shareholders on the plan’s effective date in September, while the remaining 2% was held in escrow pending regulatory approvals, and with CFIUS clearance now obtained, the full equity recovery process for legacy shareholders is complete.
Updated Total Share Count
Following completion of the equity issuances, Wolfspeed’s total common shares outstanding will increase to approximately 45.1 million, reflecting the issuance of 16,852,372 shares to Renesas, the distribution of approximately 871,287 shares representing the final 2% equity recovery to pre-petition shareholders, and approximately 1.5 million shares issued from prior conversions of second-lien convertible notes.
Exclusions From Share Count
The updated share count excludes any future issuances that may result from outstanding convertible notes, warrants, or shares issued under the Company’s management incentive compensation and long-term incentive compensation plans.
Wolfspeed Company Overview
Wolfspeed (NYSE: WOLF) is a global leader in silicon carbide technologies, driving the worldwide adoption of advanced semiconductor solutions that enable next-generation power efficiency across automotive, industrial, energy, and infrastructure applications.
Leadership in Silicon Carbide Innovation
As pioneers of silicon carbide materials and creators of advanced semiconductor technologies, Wolfspeed delivers silicon carbide materials, power modules, discrete power devices, and power die products that support high-performance, energy-efficient applications worldwide.
Commitment to Long-Term Value Creation
Through continued innovation, disciplined scaling, and a focus on operational excellence, Wolfspeed remains committed to powering disruptive technologies and delivering long-term value while advancing its mission to help create a more sustainable and electrified future.
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